AMENDMENT TO SMARTSHARE AWARD AGREEMENTS BETWEEN SMART & FINAL INC. AND ANDRE DELOLMO

EX-10.64 3 dex1064.htm AMENDMENT TO SMARTSHARE AWARD AGREEMENTS Amendment to Smartshare Award Agreements

Exhibit 10.64

AMENDMENT TO SMARTSHARE AWARD AGREEMENTS

BETWEEN SMART & FINAL INC. AND ANDRE DELOLMO

This will serve as an amendment to those certain SmartShare (restricted stock) award agreements identified herein (“the equity awards”) between Smart & Final Inc. (“the Company”) and Mr. Andre Delolmo (“Delolmo”)

 

  1. The Company has awarded, through the Compensation Committee of its Board of Directors, certain equity awards to Delolmo as part of his compensation for service as an executive of the Company. Those equity awards are governed by the Company’s Long-Term Equity Compensation Plan (“the Plan”). The equity awards are identified herein as follows:

 

Award
Number
  Award
Date
  Type   # of
Shares
  Grant
Price
  Vested   Unvested
2219   2/15/2005   Restricted   5,000   15.200   —     5,000
2402   2/21/2006   Restricted   6,500   14.390   —     6,500
2436   5/16/2006   Restricted   7,500   16.640   —     7,500
                 
TOTALS       19,000     —     19,000
                 

 

  2. Mr. Delolmo has resigned his position with the Company effective October 31, 2006. Under the terms of the equity awards and/or the Plan, those grants would not vest and would be forfeited to the Company.

 

  3. In recognition of his years of service, the Compensation Committee of the Board in its meeting of September 20, 2006 amended the terms of Delolmo’s equity awards, effective upon his resignation, as follows:

 

Award
Number
  Award
Date
  Type   # of
Shares
  Grant
Price
  Vested   Shares vested
on 10/31/06*
2219   2/15/2005   Restricted   5,000   15.200   —     5,000
2402   2/21/2006   Restricted   6,500   14.390   —     6,500
2436   5/16/2006   Restricted   7,500   16.640   —     7,500
                 
TOTALS       19,000     —     19,000
                 

* Unvested shares at time of termination were vested

 

  4. This Amendment will serve to amend and modify the equity awards as set forth herein. Nothing contained herein shall amend or otherwise modify the equity grants or the Plan except as set forth herein.

 

/s/ Jeff D. Whynot

Smart & Final Inc.

 

/s/ Andre Delolmo

Andre Delolmo